SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Czypinski Alana

(Last) (First) (Middle)
1881 GROVE AVENUE
ATTN: LEGAL DEPARTMENT

(Street)
RADFORD VA 24141

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AquaBounty Technologies, Inc. [ AQB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/11/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/11/2020 P 4,000,000 A $2.5 9,175,000 I by TS Biotechnology(1)
Common Stock 2,159 D
Common Stock 0(3) I by Mascara Kaboom(1)
Common Stock 246,403(3) I by R.J. Kirk DOT(1)
Common Stock 3,147(3) I by JPK 2008(1)
Common Stock 3,162(3) I by MGK 2008(1)
Common Stock 2,693(3) I by ZSK 2008(1)
Common Stock 18,582(3) I by JPK 2009(1)
Common Stock 21,755(3) I by MGK 2009(1)
Common Stock 1,953(3) I by ZSK 2009(1)
Common Stock 17,606(3) I by MGK 2011(1)
Common Stock 15,818(3) I by JPK 2012(1)
Common Stock 2,514(3) I by Kellie L. Banks LTT(1)
Common Stock 23,589(3) I by Senior Staff 2008(1)
Common Stock 23,589(3) I by Staff 2010(1)
Common Stock 11,795(3) I by Incentive 2010(1)
Common Stock 8,239,199 I by TS AquaCulture(2)
Common Stock 5,775 I by Third Security(2)
Common Stock 4,659 I by Staff 2001(2)
Common Stock 20 I by Lotus(2)
Common Stock 1,770 I by Senior Staff 2006(2)
Common Stock 885 I by Staff 2006(2)
Common Stock 295 I by Incentive 2006(2)
Common Stock 99,537 I by Kapital Joe(2)
Common Stock 880 I by Senior Staff(2)
Common Stock 3,199 I by ADC 2010(2)
Common Stock 199,682 I by NRM VI Holdings(2)
Common Stock 3,637 I by NRM VII Holdings(2)
Common Stock 124,609 I by TSCP V(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The Reporting Person's spouse, Randal J. Kirk, controls each of TS Biotechnology Holdings, LLC ("TS Biotechnology"), Mascara Kaboom, LLC ("Mascara Kaboom"), R.J. Kirk Declaration of Trust ("R.J. Kirk DOT"), JPK 2008, LLC ("JPK 2008"), MGK 2008, LLC ("MGK 2008"), ZSK 2008, LLC ("ZSK 2008"), JPK 2009, LLC ("JPK 2009"), MGK 2009, LLC ("MGK 2009"), ZSK 2009, LLC ("ZSK 2009"), MGK 2011, LLC ("MGK 2011"), JPK 2012, LLC, Kellie L. Banks (2009) Long Term Trust ("Kellie L. Banks LTT"), Third Security Senior Staff 2008 LLC ("Senior Staff 2008"), Third Security Staff 2010 LLC ("Staff 2010"), and Third Security Incentive 2010 LLC ("Incentive 2010"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
2. The Reporting Person's spouse, Randal J. Kirk, controls each of TS AquaCulture LLC ("TS AquaCulture"), Third Security, LLC ("Third Security"), Third Security Staff 2001 LLC ("Staff 2001"), Lotus Capital (2000) Company Inc. ("Lotus"), Third Security Senior Staff 2006 LLC ("Senior Staff 2006"), Third Security Staff 2006 LLC ("Staff 2006"), Third Security Incentive 2006 LLC ("Incentive 2006"), Kapital Joe, LLC ("Kapital Joe"), Third Security Senior Staff LLC ("Senior Staff"), ADC 2010 LLC ("ADC 2010"), NRM VI Holdings I, LLC ("NRM VI Holdings"), NRM VII Holdings I, LLC ("NRM VII Holdings"), and Third Security Capital Partners V, LLC ("TSCP V"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
3. On May 1, 2020, the manager of Mascara Kaboom elected to dissolve and terminate the company, and distribute the assets of the company to its members, all of which are controlled by the Reporting Person's spouse, Randal J. Kirk, in accordance with the company's Operating Agreement, dated October 25, 2012. In connection with this dissolution, Mascara Kaboom distributed 82,083 shares of issuer common stock to each of its members: R.J. Kirk DOT (45,884), JPK 2008 (1,067), MGK 2008 (1,067), ZSK 2008 (985), JPK 2009 (7,798), MGK 2009 (9,029), ZSK 2009 (821), JPK 2012 (3,201), Kellie L. Banks LTT (493), MGK 2011 (3,530), Senior Staff 2008 (3,283), Staff 2010 (3,283), and Incentive 2010 (1,642).
/s/ Alana D. Czypinski 08/13/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.